In July 1993, the Pennsylvania Department of Education revised the regulations guiding state assessment of school districts, educational curriculum, graduation requirements, student assessment, and the planning process that districts use to guide educational delivery. This document describes a year-long, collaborative project, in which the Western Regional Professional Development Center (WRPDC) developed and implemented Leadership Study Groups to build readiness for school restructuring. The leadership study groups were composed of administrators and teachers from 11 school districts. The paper focuses on the conditions that contributed to successful change efforts: individual beliefs and professional growth; learning the knowledge base; working in collaborative teams toward codiscovery; reforming culture; and providing the necessary system supports. The progress of the groups was assessed via formative evaluation measures, an ongoing process design, a summative questionnaire of 55 respondents, and reflective writing. Findings include: (1) the study-group approach facilitated change in participants' understanding of norms and culture; (2) district outcomes were highly dependent on the level of administrative support; (3) intensive, ongoing professional development through study groups helped to lay the foundation for complex organizational change; and (4) the study groups helped participants to identify significant barriers to in-district implementation of the state mandate. Appendices contain the study group agendas, organization, evaluation forms, evaluation summaries, and data. (Contains 59 references.) (Author/LMI)